Late Night
by clonefreak212
Summary: Obi-Wan is having trouble sleeping. He goes to the one person he knows can help.


So this stories kinda old. Decided to upload. Enjoy!

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It was quite in the Jedi temple. Obi-Wan Kenobi walked down the halls silently. His master was away on a mission leaving him here. He was having trouble sleeping and wanted to confront the object of the thoughts keeping him up at night. He made it to the room where he knocked softly and waited. He heard shuffling and then the door opened.

"Obi-Wan?" she said sleepily. He looked at her. Her dirty blonde hair was in a low pony tail, her padawan braid hanging over her shoulder, she was rubbing the sleep from her eyes. She was wearing tank top and shorts. He swallowed thickly as he looked at her. Once she blinked her eyes a few times, the cobalt orbs opened and met his blue-grey ones. "What's wrong?" she asked quietly sensing something was off.

"Can I come in Liz? I can't sleep." He asked. She nodded and let him in. Liz took in what he was wearing. It was a light sleep shirt and pants; his brown robe was over it all. She looked up at his face and saw that his eyes held something in them that she couldn't place. She motioned for him to sit and he sat on the couch. She sat on the other end with her knees up and facing him.

"Why can't you sleep?" she asked trying to see if she could help. Obi-Wan turned to look at her.

"I've been having thoughts lately." He told her as his mind was stripping her. He mentally shook his head to clear it. _Not right now. It's not the right time._ He scolded himself looking away.

"What kind?" she asked sensing something rising from her friend. She leaned closer to him by sitting on her knees.

"They're against the code." He said sounding defeated. Izzy smiled a little and scooted closer to him. She kept a respectful distance between them still.

"What's wrong with that?" she asked innocently. He looked over at her a bit surprised by it. _Has she had thoughts like this before?_ He asked himself looking at her. Liz looked at him waiting for him to answer. Her cobalt eyes locking on to his and he saw something in them. It was dim in her dorm but he could see it, desire. When he saw it, he made his move.

Obi-Wan grabbed her, pulling her to him, and kissed her. Liz was surprised at first but quickly melted into him and kissed back. He wasn't expecting that from her but he also wasn't about to complain. As they kissed, he gently began to push her back onto the couch. He settled between her legs.

When they pulled away, they looked at each other. They were panting and gazing into the others eyes. Obi-Wan noticed her eyes darkened more and the desire was accompanied by lust now. He smirked and brought his lips to hers again. This time the kiss was more hungry and both began to run their hands over the other.

Slowly, he began to snake his hands under her tank top. She wasn't wearing a bra so his calloused hand found her breasts. His fingers skimming over her already hardened nipples. Izzy arched into his hands and let out a quiet moan. He smirked into their kiss before he left her lips and moved along her neck. He placed kisses and licks along her collar bone before he began to push up her top to remove it.

Liz lifted herself so he could remove her top easily. She pulled her hair from its confines before bringing him back to her mouth. Obi-Wan placed his hands back on her chest and began to play with her breasts, teasing the hardened nubs and causing a moan to escape her throat. The older padawan moved down again and latched his mouth onto a nipple. His tongue teasing and his teeth lightly nipping the sensitive bud.

She treaded her fingers into his short hair, gently tugging on it. He then switched to the other nipple and treated it the same as the other. Soon, he left her chest and made his way down her flat stomach and lightly nipped the skin, soothing it with his tongue. When he reached the hem of her shorts, he hooked his fingers in them and slowly began to pull them down.

Now, she was only in her black panties. She sat up to kiss him again and began to push him back. Liz didn't want to be the only one almost naked. The younger padawan began to remove his sleeping shirt. They broke their kiss so it could come off. She looked at his sculpted chest and abs. she could feel the heat pool between her legs and sent him her arousal through the Force. Obi-Wan groaned once he felt it. She smirked and ran her hands down his chest, feeling the muscles under the tanned skin.

She let him then push her back down so he was on top again. His hands lightly running up her thighs to her female mound, she gasped when he cupped her clothed center. He moaned in pride knowing he made her this way, she was dripping and he could feel it through her underwear. He rubbed her through the fabric causing her to moan at his ministrations.

Obi-Wan then removed her underwear, leaving her bared before him. He sat back on his knees to look at her. Her face was flushed, lips swollen, and her developed chest rose and fell from her labored breathing. He smiled at her, leaning down close to her face. His hand stroked her cheek.

"You're beautiful Liz." He whispered causing her to blush more. He chuckled lightly before claiming her mouth again. He was soon moving down her body again and towards her soaked core.

He hesitated a moment before he took a lick of her folds. She moaned low in her throat and withered. Smirking, he repeated his action, slowly beginning to speed up and flicking her clit. Liz gripped the couch cushion tightly as she felt tension pooling in her belly. She arched her back as his actions made her heat up more.

Obi-Wan continued to lick her dripping folds and then inserted a thick finger into her. She arched as he then pumped into her. Another finger joined the first and his tongue was relentless, playing with her clit before he latched his lips around the bundle of nerves. That was all it took to bring her over the edge.

Liz fell over the edge with a quiet cry of his name. He felt her orgasm through the Force and it caused his already hardened member to twitch and strain against its confines. He slowed his hands and slowly licked her clean of her essence. He pulled his fingers out and cleaned them off.

When she calmed enough to open her eyes, she looked at Obi-Wan. He was standing up and removing the remainder of his clothes. Her eyes found his blue-grey eyes, they were darkened by lust and she smiled a little.

He moved back down so he was on top of her, between her legs. He kissed her gently this time. She kissed back just as gently before they pulled away. They looked at each other and his eyes had a hint of nervousness and worry in them. Liz smiled and touched his cheek.

"Are you sure about this?" he asked knowing full well she was still a virgin. This whole thing was against the code but right now he didn't care.

"Yes." She told him with a gentle smile. He smiled back at her with the worry gone from his gaze.

He kissed her again to get her to relax as he lined himself up with her entrance. Slowly, he began to push into her. He was trying to make it as gentle as possible. She tensed as he reached her maiden head. He then pulled back and thrust into her, breaking her barrier. She let out a soft cry into his mouth when he broke through. He stopped when he was sheathed into her to the hilt.

Obi-Wan pulled back from their kiss. Silent tears came from her eyes and he wiped them away. She smiled at the care he had for her right now.

"You can move Obi." She told him softly moving her hips. Groaning, he soon moved his hips slowly.

After she got used to the intrusion, he began to move faster. Liz moaned as he moved wit in her. She reached into his mind, sharing her building pleasure while she could feel his as well. She nudged him in his mind to go a bit faster and he complied.

He felt her pleasure that she was sharing with him. He smiled at this and touched her mind with his own pleasure. They both moaned as they continued. She was tightening around him and he didn't know how much longer he was going to hold on. The pleasure they were sharing with each other was heightening the pleasure their bodies were creating.

Obi-Wan could feel her body coming close to another release and he wanted to be right there with her. Then, her muscles tightened around him and she cried out his name into her hand as she came on him. That was his undoing, he followed right after with her name spilling from his lips. His hips stilled as he spilled inside her.

He collapsed on top of her. She wrapped her arms around him as they both panted. He was still inside of her as they both were catching their breaths. Once they calmed down, he sat up on his arms and looked at her.

"You were why I couldn't sleep." He told her. She looked a bit surprised but then smiled at him.

"Can you now?" she asked with a grin. He smiled at her nodding, then kissed her tenderly. He rolled on his side and pulled her to him. They tried to get comfortable but soon realized it wasn't going to happen. "Obi."

"Hmm."

"We can go to my room. It's better than this couch." She told him with a slight giggle.

He was instantly on his feet and picked her up bridal style. The older padawan carried his lover to her bed. They left their clothes in the main room since no one else would be coming in anytime soon. He laid her down then crawled in next to her, pulling the covers over them. She snuggled into him as he pulled her to him, kissing her head. Liz was quickly asleep and Obi-Wan wasn't far behind.

He could sleep now since he settled his mind.


End file.
